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WebFinancial Holding Corp

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84448
SEC CIK
0001662159

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Reported relationships

Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

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Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

No balances currently tracked through insider filings.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2025-01-06. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Stock, $0.01 par valueSEC Table I · non-derivativeIndirectBy Steel Excel Inc.28,058,690 Last balance in matching sequence After 2025-01-02 transaction · row 5 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
5 source rows

Row 1 · 2025-01-02 · Purchase · Acquired 182,526 · Balance 3,683,511

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F3: On January 2, 2025, Warren G. Lichtenstein sold 182,526 Shares to Steel Excel in exchange for an aggregate of $2,089,922.70, or $11.45 per Share.

F4: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Row 2 · 2025-01-02 · Conversion · Acquired 634,156 · Balance 4,317,667

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F4: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Row 3 · 2025-01-02 · Conversion · Acquired 19,175,628 · Balance 23,493,295

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F4: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Row 4 · 2025-01-02 · Conversion · Acquired 1,913,265 · Balance 25,406,560

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F6: On January 2, 2025, WebFinancial converted its 35,000 shares of Series C Preferred Stock into 1,913,265 Shares ("WebFinancial Series C Shares"). All of the WebFinancial Series C Shares were issued directly to Steel Excel.

F4: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Row 5 · 2025-01-02 · Other · Acquired 2,652,130 · Balance 28,058,690

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F7: On January 2, 2025, Steel Excel Sub I, LLC ("Merger Sub"), a wholly-owned subsidiary of Steel Excel, merged with and into the Issuer, with the Issuer surviving the Merger as a wholly-owned direct subsidiary of Steel Excel and an indirect subsidiary of Steel Holdings (the "Merger").

F8: At the effective time of the Merger (the "Effective Time"), each Share issued and outstanding immediately prior to the Effective Time (other than (A) Shares owned by Merger Sub, the Issuer or any of the Issuer's wholly owned subsidiaries (the "Excluded Shares") and (B) Shares held by stockholders who have properly and validly exercised their statutory rights of appraisal in respect of such Shares in accordance with Section 262 of the Delaware General Corporation Law (the "Dissenting Shares")), was cancelled and automatically converted into the right to receive (i) cash consideration equal to $11.45 per Share (the "Per Share Cash Merger Consideration") and (ii) one Reith CVR per Share (together with the Per Share Cash Merger Consideration, the "Per Share Merger Consideration").

F9: At the Effective Time, each share of restricted stock (each a "Restricted Share") issued by the Issuer pursuant to, or otherwise governed by, any Issuer equity plan, that was outstanding immediately prior to the Effective Time, became fully vested, subject to any applicable tax withholding on such acceleration, and, subject to the terms of the CVR Agreement, each holder of a Restricted Share received the Per Share Merger Consideration.

F4: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Series C Convertible Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $1.96IndirectBy WebFinancial Holding Corporation0 Reported balance After 2025-01-02 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2025-01-02 · Conversion · Disposed 35,000 · Balance 0

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F6: On January 2, 2025, WebFinancial converted its 35,000 shares of Series C Preferred Stock into 1,913,265 Shares ("WebFinancial Series C Shares"). All of the WebFinancial Series C Shares were issued directly to Steel Excel.

F10: The Series C Convertible Preferred Stock had no expiration date.

F12: Represents securities previously owned directly by WebFinancial.

Series E Convertible Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $1.10IndirectBy WebFinancial Holding Corporation0 Reported balance After 2025-01-02 transaction · row 7 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 7 · 2025-01-02 · Conversion · Disposed 3,387,957 · Balance 0

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F11: The Series E Convertible Preferred Stock had no expiration date.

F12: Represents securities previously owned directly by WebFinancial.

Series E Convertible Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $1.10IndirectBy Steel Excel, Inc.0 Reported balance After 2025-01-02 transaction · row 8 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 8 · 2025-01-02 · Conversion · Disposed 112,043 · Balance 0

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F11: The Series E Convertible Preferred Stock had no expiration date.

F4: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Filing footnotes · ownership attribution and instrument terms

F1: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F3: On January 2, 2025, Warren G. Lichtenstein sold 182,526 Shares to Steel Excel in exchange for an aggregate of $2,089,922.70, or $11.45 per Share.

F4: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

F5: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F6: On January 2, 2025, WebFinancial converted its 35,000 shares of Series C Preferred Stock into 1,913,265 Shares ("WebFinancial Series C Shares"). All of the WebFinancial Series C Shares were issued directly to Steel Excel.

F7: On January 2, 2025, Steel Excel Sub I, LLC ("Merger Sub"), a wholly-owned subsidiary of Steel Excel, merged with and into the Issuer, with the Issuer surviving the Merger as a wholly-owned direct subsidiary of Steel Excel and an indirect subsidiary of Steel Holdings (the "Merger").

F8: At the effective time of the Merger (the "Effective Time"), each Share issued and outstanding immediately prior to the Effective Time (other than (A) Shares owned by Merger Sub, the Issuer or any of the Issuer's wholly owned subsidiaries (the "Excluded Shares") and (B) Shares held by stockholders who have properly and validly exercised their statutory rights of appraisal in respect of such Shares in accordance with Section 262 of the Delaware General Corporation Law (the "Dissenting Shares")), was cancelled and automatically converted into the right to receive (i) cash consideration equal to $11.45 per Share (the "Per Share Cash Merger Consideration") and (ii) one Reith CVR per Share (together with the Per Share Cash Merger Consideration, the "Per Share Merger Consideration").

F9: At the Effective Time, each share of restricted stock (each a "Restricted Share") issued by the Issuer pursuant to, or otherwise governed by, any Issuer equity plan, that was outstanding immediately prior to the Effective Time, became fully vested, subject to any applicable tax withholding on such acceleration, and, subject to the terms of the CVR Agreement, each holder of a Restricted Share received the Per Share Merger Consideration.

F10: The Series C Convertible Preferred Stock had no expiration date.

F11: The Series E Convertible Preferred Stock had no expiration date.

F12: Represents securities previously owned directly by WebFinancial.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 ConversionSeries E Convertible Preferred Stock · Derivative 112,043 Not disclosed Strike: $1.10 Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · derivative · entry 8

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Steel Excel, Inc.

Disclosed balance after: 0

Underlying: Common Stock · 634,156 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5 · shares: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F5 · price: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F5 · derivative.exercise_date: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F11 · derivative.expiration_date: The Series E Convertible Preferred Stock had no expiration date.

F4 · ownership.nature: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Read SEC document
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 ConversionSeries E Convertible Preferred Stock · Derivative 3,387,957 Not disclosed Strike: $1.10 Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · derivative · entry 7

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By WebFinancial Holding Corporation

Disclosed balance after: 0

Underlying: Common Stock · 19,175,628 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5 · shares: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F5 · price: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F5 · derivative.exercise_date: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F11 · derivative.expiration_date: The Series E Convertible Preferred Stock had no expiration date.

F12 · ownership.nature: Represents securities previously owned directly by WebFinancial.

Read SEC document
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 ConversionSeries C Convertible Preferred Stock · Derivative 35,000 Not disclosed Strike: $1.96 Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · derivative · entry 6

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By WebFinancial Holding Corporation

Disclosed balance after: 0

Underlying: Common Stock · 1,913,265 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F6 · shares: On January 2, 2025, WebFinancial converted its 35,000 shares of Series C Preferred Stock into 1,913,265 Shares ("WebFinancial Series C Shares"). All of the WebFinancial Series C Shares were issued directly to Steel Excel.

F6 · price: On January 2, 2025, WebFinancial converted its 35,000 shares of Series C Preferred Stock into 1,913,265 Shares ("WebFinancial Series C Shares"). All of the WebFinancial Series C Shares were issued directly to Steel Excel.

F6 · derivative.exercise_date: On January 2, 2025, WebFinancial converted its 35,000 shares of Series C Preferred Stock into 1,913,265 Shares ("WebFinancial Series C Shares"). All of the WebFinancial Series C Shares were issued directly to Steel Excel.

F10 · derivative.expiration_date: The Series C Convertible Preferred Stock had no expiration date.

F12 · ownership.nature: Represents securities previously owned directly by WebFinancial.

Read SEC document
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 OtherCommon Stock, $0.01 par value 2,652,130 Not disclosed Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · nonDerivative · entry 5

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Steel Excel Inc.

Disclosed balance after: 28,058,690

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F7 · shares: On January 2, 2025, Steel Excel Sub I, LLC ("Merger Sub"), a wholly-owned subsidiary of Steel Excel, merged with and into the Issuer, with the Issuer surviving the Merger as a wholly-owned direct subsidiary of Steel Excel and an indirect subsidiary of Steel Holdings (the "Merger").

F8 · shares: At the effective time of the Merger (the "Effective Time"), each Share issued and outstanding immediately prior to the Effective Time (other than (A) Shares owned by Merger Sub, the Issuer or any of the Issuer's wholly owned subsidiaries (the "Excluded Shares") and (B) Shares held by stockholders who have properly and validly exercised their statutory rights of appraisal in respect of such Shares in accordance with Section 262 of the Delaware General Corporation Law (the "Dissenting Shares")), was cancelled and automatically converted into the right to receive (i) cash consideration equal to $11.45 per Share (the "Per Share Cash Merger Consideration") and (ii) one Reith CVR per Share (together with the Per Share Cash Merger Consideration, the "Per Share Merger Consideration").

F9 · shares: At the Effective Time, each share of restricted stock (each a "Restricted Share") issued by the Issuer pursuant to, or otherwise governed by, any Issuer equity plan, that was outstanding immediately prior to the Effective Time, became fully vested, subject to any applicable tax withholding on such acceleration, and, subject to the terms of the CVR Agreement, each holder of a Restricted Share received the Per Share Merger Consideration.

F7 · price: On January 2, 2025, Steel Excel Sub I, LLC ("Merger Sub"), a wholly-owned subsidiary of Steel Excel, merged with and into the Issuer, with the Issuer surviving the Merger as a wholly-owned direct subsidiary of Steel Excel and an indirect subsidiary of Steel Holdings (the "Merger").

F8 · price: At the effective time of the Merger (the "Effective Time"), each Share issued and outstanding immediately prior to the Effective Time (other than (A) Shares owned by Merger Sub, the Issuer or any of the Issuer's wholly owned subsidiaries (the "Excluded Shares") and (B) Shares held by stockholders who have properly and validly exercised their statutory rights of appraisal in respect of such Shares in accordance with Section 262 of the Delaware General Corporation Law (the "Dissenting Shares")), was cancelled and automatically converted into the right to receive (i) cash consideration equal to $11.45 per Share (the "Per Share Cash Merger Consideration") and (ii) one Reith CVR per Share (together with the Per Share Cash Merger Consideration, the "Per Share Merger Consideration").

F9 · price: At the Effective Time, each share of restricted stock (each a "Restricted Share") issued by the Issuer pursuant to, or otherwise governed by, any Issuer equity plan, that was outstanding immediately prior to the Effective Time, became fully vested, subject to any applicable tax withholding on such acceleration, and, subject to the terms of the CVR Agreement, each holder of a Restricted Share received the Per Share Merger Consideration.

F4 · ownership.nature: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Read SEC document
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 ConversionCommon Stock, $0.01 par value 1,913,265 Not disclosed Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · nonDerivative · entry 4

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Steel Excel Inc.

Disclosed balance after: 25,406,560

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F6 · price: On January 2, 2025, WebFinancial converted its 35,000 shares of Series C Preferred Stock into 1,913,265 Shares ("WebFinancial Series C Shares"). All of the WebFinancial Series C Shares were issued directly to Steel Excel.

F4 · ownership.nature: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Read SEC document
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 ConversionCommon Stock, $0.01 par value 19,175,628 Not disclosed Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · nonDerivative · entry 3

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Steel Excel Inc.

Disclosed balance after: 23,493,295

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5 · price: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F4 · ownership.nature: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Read SEC document
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 ConversionCommon Stock, $0.01 par value 634,156 Not disclosed Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · nonDerivative · entry 2

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Steel Excel Inc.

Disclosed balance after: 4,317,667

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F5 · price: On January 2, 2025, (i) Steel Excel converted its 112,043 shares of Series E Preferred Stock into 634,156 Shares and (ii) WebFinancial converted its 3,387,957 shares of Series E Preferred Stock into 19,175,628 Shares ("WebFinancial Series E Shares"). All of the WebFinancial Series E Shares were issued directly to Steel Excel.

F4 · ownership.nature: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

Read SEC document
January 02, 2025 Filed Jan 6, 2025 19:22 UTC Steel Connect LLC STCN · Entity 13989 PurchaseCommon Stock, $0.01 par value 182,526 Not disclosed Not disclosed
Disclosure

SEC source: 0000921895-25-000068 · form404197004sphg_01062025.xml · nonDerivative · entry 1

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · See Footnote 1

SPH Group LLC · CIK 0001522067 · Director · 10% owner

SPH Group Holdings LLC · CIK 0001522066 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

WF Asset Corp. · CIK 0001960672 · Director · See Footnote 1

HANDY & HARMAN LTD. · CIK 0000106618 · Director · See Footnote 1

WHX CS LLC · CIK 0001342942 · Director · See Footnote 1

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Steel Excel Inc.

Disclosed balance after: 3,683,511

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel, Inc. ("Steel Excel"), WF Asset Corp. ("WF Asset"), Handy & Harman Ltd. ("HNH") and WHX CS LLC ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the outstanding shares of common stock of HNH and is a majority shareholder of WF Asset. HNH owns a majority of the outstanding membership interests of WHX CS. WebFinancial is a former subsidiary of Steel Holdings.

F2 · security: Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group (the "Section 13(d) Group") that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

F3 · shares: On January 2, 2025, Warren G. Lichtenstein sold 182,526 Shares to Steel Excel in exchange for an aggregate of $2,089,922.70, or $11.45 per Share.

F3 · price: On January 2, 2025, Warren G. Lichtenstein sold 182,526 Shares to Steel Excel in exchange for an aggregate of $2,089,922.70, or $11.45 per Share.

F4 · ownership.nature: Represents securities owned directly or indirectly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly or indirectly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly or indirectly by Steel Excel.

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September 03, 2024 Filed Sep 5, 2024 22:53 UTC Steel Connect LLC STCN · Entity 13989 Disposition to issuer7.50% Convertible Senior Note due September 1, 2024 · Derivative Not disclosed $12,940,000.00 Strike: $22.16 $12,940,000.00
Disclosure

SEC source: 0000921895-24-002102 · form409369011_09052024.xml · derivative · entry 2

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By WebFinancial Holding Corporation

Disclosed balance after: 0

Underlying: Common Stock, par value $0.01 · 584,055 shares

Expires 2024-09-01

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial") and Steel Partners Holdings GP Inc. ("Steel Holdings GP") (collectively, the "Reporting Persons"). Steel Holdings owns 100% of the outstanding shares of common stock of WebFinancial. Steel Holdings GP is the general partner of Steel Holdings. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Section 13(d) Group").

F3 · derivative.exercise_price: WebFinancial owned $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes were initially convertible into 45.1356 shares of Common Stock, which was equivalent to an initial conversion price of approximately $22.16 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F4 · kind: Represents a repayment of the 2024 Notes by the Issuer in accordance with their terms. This transaction is exempt under Rule 16b-3 of the Securities Exchange Act of 1934, as amended.

F3 · derivative.exercise_date: WebFinancial owned $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes were initially convertible into 45.1356 shares of Common Stock, which was equivalent to an initial conversion price of approximately $22.16 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F3 · derivative.underlying_shares: WebFinancial owned $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes were initially convertible into 45.1356 shares of Common Stock, which was equivalent to an initial conversion price of approximately $22.16 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F2 · ownership.direct: Represents securities owned directly by WebFinancial. By virtue of their relationships with WebFinancial discussed in Footnote 1, each of Steel Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly by WebFinancial. Each of Steel Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by WebFinancial.

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June 09, 2023 Filed Sep 5, 2024 22:53 UTC Steel Connect LLC STCN · Entity 13989 Disposition to issuer7.50% Convertible Senior Note due September 1, 2024 · Derivative Not disclosed $1,000,000.00 Strike: $22.16 $1,000,000.00
Disclosure

SEC source: 0000921895-24-002102 · form409369011_09052024.xml · derivative · entry 1

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By WebFinancial Holding Corporation

Disclosed balance after: Not disclosed

Underlying: Common Stock, par value $0.01 · 45,135 shares

Expires 2024-09-01

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), WebFinancial Holding Corporation ("WebFinancial") and Steel Partners Holdings GP Inc. ("Steel Holdings GP") (collectively, the "Reporting Persons"). Steel Holdings owns 100% of the outstanding shares of common stock of WebFinancial. Steel Holdings GP is the general partner of Steel Holdings. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Section 13(d) Group").

F3 · derivative.exercise_price: WebFinancial owned $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes were initially convertible into 45.1356 shares of Common Stock, which was equivalent to an initial conversion price of approximately $22.16 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F4 · kind: Represents a repayment of the 2024 Notes by the Issuer in accordance with their terms. This transaction is exempt under Rule 16b-3 of the Securities Exchange Act of 1934, as amended.

F3 · derivative.exercise_date: WebFinancial owned $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes were initially convertible into 45.1356 shares of Common Stock, which was equivalent to an initial conversion price of approximately $22.16 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F3 · derivative.underlying_shares: WebFinancial owned $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes were initially convertible into 45.1356 shares of Common Stock, which was equivalent to an initial conversion price of approximately $22.16 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F2 · ownership.direct: Represents securities owned directly by WebFinancial. By virtue of their relationships with WebFinancial discussed in Footnote 1, each of Steel Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly by WebFinancial. Each of Steel Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by WebFinancial.

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April 30, 2023 Filed May 2, 2023 23:15 UTC Steel Connect LLC STCN · Entity 13989 GrantSeries E Convertible Preferred Stock · Derivative 3,387,957 Not disclosed Strike: $1.10 Not disclosed
Disclosure

SEC source: 0000921895-23-001014 · form409369011_05022023.xml · derivative · entry 2

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

SPH Group LLC · CIK 0001522067 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By WebFinancial Holding Corporation

Disclosed balance after: 3,387,957

Underlying: Common Stock, par value $0.01 · 178,972,524 shares

Expires not disclosed

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), WebFinancial Holding Corporation ("WebFinancial"), Steel Partners Holdings GP Inc. ("Steel Holdings GP") and Steel Excel, Inc. ("Steel Excel") (collectively, the "Reporting Persons"). Steel Holdings owns 99% of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings and the owner of 100% of the outstanding shares of common stock of WebFinancial. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Section 13(d) Group").

F5 · price: Represents securities owned directly by WebFinancial. By virtue of their relationships with WebFinancial discussed in Footnote 1, each of Steel Holdings, SPHG and Steel Holdings GP may be deemed to beneficially own the securities owned directly by WebFinancial. Each of Steel Holdings, SPHG and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by WebFinancial. WebFinancial acquired the shares of Series E Preferred Stock in exchange for 3,482,572 shares of common stock of Aerojet Rocketdyne Holdings, Inc. with an aggregate estimated market value of $196,451,887 pursuant to the Transfer and Exchange Agreement.

F2 · derivative.exercise_date: The conversion of the Series E Convertible Preferred Stock (the "Series E Preferred Stock") is subject to approval by the Issuer's stockholders.

F3 · derivative.expiration_date: The Series E Preferred Stock has no expiration date.

F5 · ownership.nature: Represents securities owned directly by WebFinancial. By virtue of their relationships with WebFinancial discussed in Footnote 1, each of Steel Holdings, SPHG and Steel Holdings GP may be deemed to beneficially own the securities owned directly by WebFinancial. Each of Steel Holdings, SPHG and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by WebFinancial. WebFinancial acquired the shares of Series E Preferred Stock in exchange for 3,482,572 shares of common stock of Aerojet Rocketdyne Holdings, Inc. with an aggregate estimated market value of $196,451,887 pursuant to the Transfer and Exchange Agreement.

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April 30, 2023 Filed May 2, 2023 23:15 UTC Steel Connect LLC STCN · Entity 13989 GrantSeries E Convertible Preferred Stock · Derivative 112,043 Not disclosed Strike: $1.10 Not disclosed
Disclosure

SEC source: 0000921895-23-001014 · form409369011_05022023.xml · derivative · entry 1

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

SPH Group LLC · CIK 0001522067 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Steel Excel Inc. · CIK 0000709804 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Steel Excel, Inc.

Disclosed balance after: 112,043

Underlying: Common Stock, par value $0.01 · 5,918,794 shares

Expires not disclosed

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), WebFinancial Holding Corporation ("WebFinancial"), Steel Partners Holdings GP Inc. ("Steel Holdings GP") and Steel Excel, Inc. ("Steel Excel") (collectively, the "Reporting Persons"). Steel Holdings owns 99% of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings and the owner of 100% of the outstanding shares of common stock of WebFinancial. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns 100% of the outstanding shares of common stock of Steel Excel. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Section 13(d) Group").

F4 · price: Represents securities owned directly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by Steel Excel. Steel Excel acquired the shares of Series E Preferred Stock in exchange for 115,172 shares of common stock of Aerojet Rocketdyne Holdings, Inc. with an aggregate estimated market value of $6,496,853 pursuant to a Transfer and Exchange Agreement dated as of April 30, 2023 by and between Steel Holdings, Steel Excel, WebFinancial and Steel Connect, Inc. (the "Transfer and Exchange Agreement").

F2 · derivative.exercise_date: The conversion of the Series E Convertible Preferred Stock (the "Series E Preferred Stock") is subject to approval by the Issuer's stockholders.

F3 · derivative.expiration_date: The Series E Preferred Stock has no expiration date.

F4 · ownership.nature: Represents securities owned directly by Steel Excel. By virtue of their relationships with Steel Excel discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the securities owned directly by Steel Excel. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by Steel Excel. Steel Excel acquired the shares of Series E Preferred Stock in exchange for 115,172 shares of common stock of Aerojet Rocketdyne Holdings, Inc. with an aggregate estimated market value of $6,496,853 pursuant to a Transfer and Exchange Agreement dated as of April 30, 2023 by and between Steel Holdings, Steel Excel, WebFinancial and Steel Connect, Inc. (the "Transfer and Exchange Agreement").

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March 09, 2023 Filed Mar 14, 2023 01:37 UTC Steel Connect LLC STCN · Entity 13989 Grant7.50% Convertible Senior Note due September 1, 2024 · Derivative Not disclosed $13,940,000.00 Strike: $2.37 $13,940,000.00
Disclosure

SEC source: 0001193805-23-000329 · e618359_4-stcn.xml · derivative · entry 2

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

SPH Group LLC · CIK 0001522067 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By WebFinancial Holding Corporation

Disclosed balance after: Not disclosed

Underlying: Common Stock, par value $0.01 · 5,872,441 shares

Expires 2024-09-01

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), SPH Group LLC ("SPHG"), WebFinancial Holding Corporation ("WebFinancial") and Steel Partners Holdings GP Inc. ("Steel Holdings GP") (collectively, the "Reporting Persons"). Steel Holdings owns 99% of the membership interests of SPHG. SPHG is the owner of 100% of the outstanding shares of common stock of WebFinancial. Steel Holdings GP is the general partner of Steel Holdings and the managing member of SPHG. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Section 13(d) Group").

F3 · derivative.exercise_price: WebFinancial owns $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes will initially be convertible into 421.2655 shares of Common Stock, which is equivalent to an initial conversion price of approximately $2.37 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F4 · kind: The 2024 Notes were issued in February 2019 in the aggregate principal amount of $14,940,000. On March 9, 2023, the 2024 Notes were amended to extend the maturity date from March 1, 2024 to September 1, 2024.

F3 · derivative.exercise_date: WebFinancial owns $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes will initially be convertible into 421.2655 shares of Common Stock, which is equivalent to an initial conversion price of approximately $2.37 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F3 · derivative.underlying_shares: WebFinancial owns $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes will initially be convertible into 421.2655 shares of Common Stock, which is equivalent to an initial conversion price of approximately $2.37 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F2 · ownership.direct: Represents securities owned directly by WebFinancial. By virtue of their relationships with WebFinancial discussed in Footnote 1, each of Steel Holdings, SPHG and Steel Holdings GP may be deemed to beneficially own the securities owned directly by WebFinancial. Each of Steel Holdings, SPHG and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by WebFinancial.

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March 09, 2023 Filed Mar 14, 2023 01:37 UTC Steel Connect LLC STCN · Entity 13989 Disposition to issuer7.50% Convertible Senior Note due March 1, 2024 · Derivative Not disclosed $14,940,000.00 Strike: $2.37 $14,940,000.00
Disclosure

SEC source: 0001193805-23-000329 · e618359_4-stcn.xml · derivative · entry 1

STEEL PARTNERS HOLDINGS L.P. · CIK 0001452857 · Director · 10% owner

SPH Group LLC · CIK 0001522067 · Director · 10% owner

WebFinancial Holding Corp · CIK 0001662159 · Director · 10% owner

Steel Partners Holdings GP Inc. · CIK 0001537666 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By WebFinancial Holding Corporation

Disclosed balance after: 0

Underlying: Common Stock, par value $0.01 · 6,293,706 shares

Expires 2024-03-01

F1 · security: This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), SPH Group LLC ("SPHG"), WebFinancial Holding Corporation ("WebFinancial") and Steel Partners Holdings GP Inc. ("Steel Holdings GP") (collectively, the "Reporting Persons"). Steel Holdings owns 99% of the membership interests of SPHG. SPHG is the owner of 100% of the outstanding shares of common stock of WebFinancial. Steel Holdings GP is the general partner of Steel Holdings and the managing member of SPHG. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Section 13(d) Group").

F3 · derivative.exercise_price: WebFinancial owns $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes will initially be convertible into 421.2655 shares of Common Stock, which is equivalent to an initial conversion price of approximately $2.37 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F4 · kind: The 2024 Notes were issued in February 2019 in the aggregate principal amount of $14,940,000. On March 9, 2023, the 2024 Notes were amended to extend the maturity date from March 1, 2024 to September 1, 2024.

F3 · derivative.exercise_date: WebFinancial owns $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes will initially be convertible into 421.2655 shares of Common Stock, which is equivalent to an initial conversion price of approximately $2.37 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F3 · derivative.underlying_shares: WebFinancial owns $13,940,000 principal amount of the Issuer's 7.50% Convertible Senior Notes due September 1, 2024 (the "2024 Notes"). Under the terms of the 2024 Notes, each $1,000 of principal of the 2024 Notes will initially be convertible into 421.2655 shares of Common Stock, which is equivalent to an initial conversion price of approximately $2.37 per share, subject to adjustment upon the occurrence of certain events, or, if the Issuer obtains the required consent from its stockholders, into shares, cash or a combination of cash and shares, at the Issuer's election.

F2 · ownership.direct: Represents securities owned directly by WebFinancial. By virtue of their relationships with WebFinancial discussed in Footnote 1, each of Steel Holdings, SPHG and Steel Holdings GP may be deemed to beneficially own the securities owned directly by WebFinancial. Each of Steel Holdings, SPHG and Steel Holdings GP disclaims beneficial ownership of the securities owned directly by WebFinancial.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.